Conversion of registered shares into bearer shares
Current Report No. 32/2015
Date: December 10th 2015
Legal basis: Art. 56.1.2 of the Public Offering Act − Current and periodic information
Subject: Conversion of registered shares into bearer shares
Contents of the report:
By virtue of its resolution of December 10th 2015, the Management Board of Skarbiec Holding S.A. (“Company”), acting upon requests submitted by shareholders holding a total of 101,833 Series B (tranche B1) registered Company shares, numbered B1 000 000 001–000 000 329, B1 000 000 330–000 001 974, B1 000 001 975–000 002 961, B1 000 002 962–000 022 496, B1 000 022 497–000 036 369, B1 000 036 370–000 039 126, B1 000 039 127–000 062 688, B1 000 062 689–000 064 333, B1 000 066 966–000 068 610, B1 000 068 611–000 073 077, B1 000 073 078–000 102 820 and B1 000 107 982–000 109 626, requesting that the registered shares listed above be converted into bearer form, and further acting pursuant to Art. 334.2 of the Commercial Companies Code, Art. 8.2 of the Company’s Articles of Association and Section 1.6 of Resolution No. 4 of the Extraordinary General Meeting of June 24th 2014 on increasing the Company’s share capital by up to PLN 292,341.60 (two hundred and ninety-two thousand, three hundred and forty-one złoty, 60/100) through the issue of new ordinary registered Series B shares effected by way of a private placement, with pre-emptive rights of the existing shareholders waived, on amending the Company’s Articles of Association in connection with the share capital increase, on converting Series B shares into book-entry form, and on seeking admission of Series B shares to trading on a regulated market in Poland, resolved to convert the 101,833 ordinary registered shares into bearer shares.
Before the conversion, the shares covered by the requests were non-preference shares and they represented 1.49% of the Company’s share capital and 1.49% of the total voting rights at the Company’s General Meeting. After the conversion, they remain to be non-preference shares, representing 1.49% of the Company’s share capital and 1.49% of the total voting rights at the Company’s General Meeting.
The shares subject to conversion were acquired by shareholders under an incentive scheme approved by Resolution No. 3 of the Extraordinary General Meeting of June 24th 2014 on the
implementation of an incentive scheme at the Company. The conversion was carried out upon expiry of the twelve-month lock-up period on Series B1 shares, with a view to their conversion into book-entry form and admission to trading on a regulated market.
For the Company:
Marek Rybiec, President of the Management Board
Bartosz Józefiak, Member of the Management Board